The Scaw Board of Directors consists of three executive directors and a majority of non-executive directors who collectively have a diverse range of experience and expertise to guide and support the strategic objectives of the company in a manner that adds to the value of the company and is beneficial for all stakeholders in the long term.As the 'directing mind of the company', the Board is committed to conducting the business with integrity and fairness, adhering to best practice, being transparent with regard to all transactions, making all the necessary disclosures and decisions, complying with the applicable laws and regulations, ensuring accountability and responsibility towards the stakeholders and commitment to conducting business in an ethical manner.
Markus is the Chief Executive Officer (CEO) at Scaw with effect from 1 August 2013. Markus, a qualified Mechanical Engineer with a Master of Business Administration degree specialising in strategy and transformation management, has extensive experience within the Scaw Metals Group.Over a period of more than 25 years,he has been exposed to the vast majority of Scaw's businesses, both locally and internationally.
The following board committees have been formed to assist the Board to discharge its duties. These board committees are governed by their applicable Terms of Reference which have been approved by the Scaw Board of Directors.
The A & R Committee has an independent role with accountability to the Board and shareholders, where applicable. With regard to its non-statutory responsibilities, the A & R Committee operates an overseer and makes recommendations to the Board for its consideration and final approval.The role of the Committee is to comply with its responsibilities relating to risk management, internal controls, accounting systems and information, accounting policies, internal audit, external audit, information technology systems, protection of assets and public reporting, and to monitor compliance with laws, rules, codes of conduct and standards.Regarding its risk function, the role of the A & R Committee is to assist the Board to ensure that (i) the company implements an effective risk management policy and plan that will enhance the company's ability to achieve its strategic objectives, and (ii) disclosure regarding risk is comprehensive, timely and relevant.
The Remco has an independent role, operating as an overseer and makes recommendations to the Board for its consideration and final approval. The Remco does not assume the functions of management, which remain the responsibility of the executive directors, officers and other members of senior management.The role of the Remco is to assist the Board to ensure that:
The company remunerates directors and executives fairly and responsibly;
Remuneration is competitive, accurate, complete and transparent; and
There is effective retention, succession planning and talent management.
The BIC has an independent role, operating as a decision maker where applicable and as an overseer and a maker of recommendations to the Board for its consideration and final approval with respect to inter alia, new investments, budgeted capex, unbudgeted capex, sale or acquisition of businesses. The BIC performs its functions in accordance with the company's delegated levels of authority and further, does not assume the functions of management, which remain the responsibility of the executive directors, officers and other members of senior management.
The SET Committee has a monitoring and reporting role with accountability to the Board. The SET Committee does not assume the functions of management, which remains the responsibility of the directors, officers and other members of senior management.
The role of the SET Committee is to assist the Board with monitoring and providing oversight of social, ethical and transformation matters related to the company and reporting thereon, as required.
Lower Germiston Road
Republic of South Africa
Phone: +27 (0) 11 621 1555
Fax: +27 (0) 11 621 1590
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